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SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549


FORM 10-Q

|           |  |                                                                                        
|---------- |  | ---------------------------------------------------------------------------------------
|(Mark one) |  |                                                                                        
|x          |  | QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended March 31, 2003

OR

|  |  |                                                                                         
|- |  | ----------------------------------------------------------------------------------------
|o |  | TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934

|                               |  |  |    |  |  | 
|------------------------------ |  |  | -- |  |  | 
|For the transition period from |  |  | to |  |  | 
|                               |  |  |    |  | 

Commission file number 0-02517




TOREADOR RESOURCES CORPORATION

(Exact name of registrant as specified in its charter)


|                                                                                   |  |                                                   
|---------------------------------------------------------------------------------- |  | --------------------------------------------------
|Delaware
(State or other jurisdiction of
incorporation or organization)            |  | 75-0991164
(I.R.S. Employer
Identification Number)
|4809 Cole Avenue, Suite 108
Dallas, Texas
(Address of principal executive offices) |  | 75205
(Zip Code)                                  

|                                                    |  |               
|--------------------------------------------------- |  | --------------
|Registrants telephone number, including area code: |  | (214) 559-3933

Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days.

|    |  |   |  |    |  |  
|--- |  | - |  | -- |  | -
|Yes |  | o |  | No |  | x

Indicate by check mark whether the
registrant is an accelerated filer (as defined in Rule 12b-2 of the Securities Exchange Act of 1934).

|    |  |   |  |    |  |  
|--- |  | - |  | -- |  | -
|Yes |  | o |  | No |  | x

Indicate the number of shares outstanding of each of the issuers classes of
common stock, as of the latest practicable date.

|                                        |  |                                              
|--------------------------------------- |  | ---------------------------------------------
|Class

Common Stock, $0.15625 par value |  | Outstanding at May 20, 2003

9,337,517 shares





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TABLE OF CONTENTS



|                                                   |                                                                                                                     |                                                   |  |  |  |  |  | 
|-------------------------------------------------- | ------------------------------------------------------------------------------------------------------------------- | ------------------------------------------------- |  |  |  |  |  | 
|PART I. FINANCIAL INFORMATION                     
|                                                   | ITEM 1. FINANCIAL STATEMENTS (UNAUDITED)                                                                           
|                                                   |                                                                                                                     | Consolidated Balance Sheets (Unaudited)          
|                                                   |                                                                                                                     | Condolidated Statements of Operations (Unaudited)
|                                                   |                                                                                                                     | Consolidated Statements of Cash Flows (Unaudited)
|                                                   |                                                                                                                     | Notes to Consolidated Financial Statements       
|                                                   | ITEM 2  MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION                      AND RESULTS OF OPERATIONS
|                                                   | ITEM 3  QUANTITATIVE AND QUALITATIVE DISCLOSURE ABOUT MARKET RISK                                                 
|                                                   | ITEM 4  CONTROLS AND PROCEDURES                                                                                   
|PART II. OTHER INFORMATION                        
|                                                   | ITEM 1  LEGAL PROCEEDINGS                                                                                         
|                                                   | ITEM 2  CHANGES IN SECURITIES AND USE OF PROCEEDS                                                                 
|                                                   | ITEM 3  DEFAULTS UPON SENIOR SECURITIES  None.                                                                   
|                                                   | ITEM 4  SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS  None.                                               
|                                                   | ITEM 5  OTHER INFORMATION  None.                                                                                 
|                                                   | ITEM 6  EXHIBITS AND REPORTS ON FORM 8-K                                                                          
|SIGNATURES                                        
|EXHIBITS INDEX                                    
|EX-4.6 Registration Rights Agreement              
|EX-10.5 Warrant to Purchase Stock, No. 018        
|EX-10.6 Warrant to Purchase Stock, No. 019        
|EX-10.7 Warrant to Purchase Stock, No. 020        
|EX-10.8 Warrant to Purchase Stock, No. 021        
|EX-10.9 Warrant to Purchase Stock, No. 022        
|EX-10.10 Warrant to Purchase Stock, No. 023       
|EX-10.11 Warrant to Purchase Stock, No. 024       
|EX-10.12 Warrant to Purchase Stock, No. 025       
|EX-99.1 Certification Pursuant to 18 USC Sec. 1350
|EX-99.2 Certification Pursuant to 18 USC Sec. 1350



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TOREADOR RESOURCES CORPORATION

INDEX

|                              |                                                                                               |                                                                                              |  |             |   | 
|----------------------------- | --------------------------------------------------------------------------------------------- | -------------------------------------------------------------------------------------------- |  | ----------- | - | 
|                              |                                                                                               |                                                                                              |  | Page Number
|                              |                                                                                               |                                                                                              |  |            
|PART I. FINANCIAL INFORMATION |                                                                                               |                                                                                              |  |            
|                              | Item 1. Financial Statements (Unaudited)                                                      |                                                                                              |  | 2           |  
|                              |                                                                                               | Consolidated Balance Sheets (Unaudited)
March 31, 2003 and December 31, 2002                 |  |             | 2 | 
|                              |                                                                                               | Consolidated Statements of Operations (Unaudited)
Three Months Ended March 31, 2003 and 2002 |  |             | 3 | 
|                              |                                                                                               | Consolidated Statements of Cash Flows (Unaudited)
Three Months Ended March 31, 2003 and 2002 |  |             | 4 | 
|                              |                                                                                               | Notes to Consolidated Financial Statements                                                   |  |             | 5 | 
|                              | Item 2. Managements Discussion and Analysis of Financial Condition and
Results of Operations |                                                                                              |  | 13          |  
|                              | Item 3. Quantitative and Qualitative Disclosure about Market Risk                             |                                                                                              |  | 18          |  
|                              | Item 4. Controls and Procedures                                                               |                                                                                              |  | 18          |  
|PART II. OTHER INFORMATION    |                                                                                               |                                                                                              |  |            
|                              | Item 1. Legal Proceedings                                                                     |                                                                                              |  | 19          |  
|                              | Item 2. Changes in Securities and Use of Proceeds                                             |                                                                                              |  | 19          |  
|                              | Item 3. Defaults Upon Senior Securities                                                       |                                                                                              |  | 19          |  
|                              | Item 4. Submission of Matters to a Vote of Security Holders                                   |                                                                                              |  | 19          |  
|                              | Item 5. Other Information                                                                     |                                                                                              |  | 19          |  
|                              | Item 6. Exhibits and Reports on Form 8-K                                                      |                                                                                              |  | 19          |  
|                              | Signatures                                                                                    |                                                                                              |  | 23          |  
|                              | Certification of G. Thomas Graves III                                                         |                                                                                              |  | 24          |  
|                              | Certification of Douglas W. Weir                                                              |                                                                                              |  | 25          |  

1



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TOREADOR RESOURCES CORPORATION

CONSOLIDATED BALANCE SHEETS

(UNAUDITED)

|                                                                               |                                                                                          |                                            |        |                                   |        |              |        |        |        |  
|------------------------------------------------------------------------------ | ---------------------------------------------------------------------------------------- | ------------------------------------------ | ------ | --------------------------------- | ------ | ------------ | ------ | ------ | ------ | -
|                                                                               |                                                                                          |                                            |        | March 31,                         |        | December 31,
|                                                                               |                                                                                          |                                            |        | 2003                              |        | 2002        
|                                                                               |                                                                                          |                                            |        |                                   |        |             
|                                                                               |                                                                                          |                                            |        | (in thousands, except share data)
|ASSETS                                                                         |                                                                                          |                                            |        |                                   |        |              |        |       
|Current assets:                                                                |                                                                                          |                                            |        |                                   |        |              |        |       
|                                                                               | Cash and cash equivalents                                                                |                                            | $      | 173                               |        |              | $      | 976    |       
|                                                                               | Accounts and notes receivable                                                            |                                            |        | 5,194                             |        |              |        | 3,855  |       
|                                                                               | Income taxes receivable                                                                  |                                            |        | 512                               |        |              |        | 512    |       
|                                                                               | Marketable securities, at fair value                                                     |                                            |        | 54                                |        |              |        | 45     |       
|                                                                               | Other                                                                                    |                                            |        | 1,400                             |        |              |        | 1,444  |       
|                                                                               |                                                                                          |                                            |        |                                   |        |              |        |       
|                                                                               |                                                                                          | Total current assets                       |        |                                   | 7,333  |              |        |        | 6,832  |  
|Oil and gas properties, net, using the successful efforts method of accounting |                                                                                          |                                            | 72,871 |                                   |        |              | 71,872 |       
|Investments in unconsolidated entities                                         |                                                                                          |                                            | 2,250  |                                   |        |              | 2,239  |       
|Goodwill                                                                       |                                                                                          |                                            | 5,459  |                                   |        |              | 5,467  |       
|Other assets                                                                   |                                                                                          |                                            | 567    |                                   |        |              | 443    |       
|                                                                               |                                                                                          |                                            |        |                                   |        |              |        |       
|                                                                               |                                                                                          | Total Assets                               |        | $                                 | 88,480 |              |        | $      | 86,853 |  
|                                                                               |                                                                                          |                                            |        |                                   |        |              |        |       
|LIABILITIES AND STOCKHOLDERS EQUITY                                           |                                                                                          |                                            |        |                                   |        |              |        |       
|Current liabilities:                                                           |                                                                                          |                                            |        |                                   |        |              |        |       
|                                                                               | Accounts payable and accrued liabilities                                                 |                                            | $      | 5,304                             |        |              | $      | 6,865  |       
|                                                                               | Unrealized loss on commodity derivatives                                                 |                                            |        | 1,371                             |        |              |        | 1,036  |       
|                                                                               | Current portion of long-term debt                                                        |                                            |        | 6,600                             |        |              |        | 6,500  |       
|                                                                               | Income taxes payable                                                                     |                                            |        | 626                               |        |              |        |       |       
|                                                                               |                                                                                          |                                            |        |                                   |        |              |        |       
|                                                                               |                                                                                          | Total current liabilities                  |        |                                   | 13,901 |              |        |        | 14,401 |  
|Long-term debt                                                                 |                                                                                          |                                            | 25,469 |                                   |        |              | 26,860 |       
|Long-term accrued liabilities                                                  |                                                                                          |                                            | 1,112  |                                   |        |              | 880    |       
|Long-term asset retirement obligation                                          |                                                                                          |                                            | 1,624  |                                   |        |              |       |       
|Deferred tax liability                                                         |                                                                                          |                                            | 12,400 |                                   |        |              | 12,531 |       
|Convertible debenture                                                          |                                                                                          |                                            | 2,160  |                                   |        |              | 2,160  |       
|                                                                               |                                                                                          |                                            |        |                                   |        |              |        |       
|                                                                               |                                                                                          | Total liabilities                          |        |                                   | 56,666 |              |        |        | 56,832 |  
|Stockholders equity:                                                          |                                                                                          |                                            |        |                                   |        |              |        |       
|Preferred stock, Series A & A-1, $1.00 par value, 4,000,000 shares authorized; |                                                                                          |                                            |        |                                   |        |              |        |       
|                                                                               |                                                                                          | 197,000 issued                             |        |                                   | 197    |              |        |        | 197    |  
|                                                                               | Common stock, $0.15625 par value, 30,000,000
shares authorized; 10,058,544 shares issued |                                            |        | 1,572                             |        |              |        | 1,572  |       
|                                                                               | Capital in excess of par value                                                           |                                            |        | 30,510                            |        |              |        | 30,510 |       
|                                                                               | Retained deficit                                                                         |                                            |        | (1,160                            | )      |              |        | (1,864 | )     
|                                                                               | Accumulated other comprehensive income                                                   |                                            |        | 3,229                             |        |              |        | 2,140  |       
|                                                                               |                                                                                          |                                            |        |                                   |        |              |        |       
|                                                                               |                                                                                          |                                            | 34,348 |                                   |        |              | 32,555 |       
|                                                                               | Treasury stock at cost:                                                                  |                                            |        |                                   |        |              |        |        |       
|                                                                               |                                                                                          | 721,027 shares                             |        |                                   | (2,534 | )            |        |        | (2,534 | )
|                                                                               |                                                                                          | Total stockholders equity                 |        |                                   | 31,814 |              |        |        | 30,021 |  
|                                                                               |                                                                                          |                                            |        |                                   |        |              |        |       
|                                                                               |                                                                                          | Total Liabilities and Stockholders Equity |        | $                                 | 88,480 |              |        | $      | 86,853 |  
|                                                                               |                                                                                          |                                            |        |                                   |        |              |        |       

See accompanying notes to the consolidated financial statements

2



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TOREADOR RESOURCES CORPORATION

CONSOLIDATED STATEMENTS OF OPERATIONS

(UNAUDITED)

|                                         |                                                        |                          |       |                                       |       |      |        |        |       |  
|---------------------------------------- | ------------------------------------------------------ | ------------------------ | ----- | ------------------------------------- | ----- | ---- | ------ | ------ | ----- | -
|                                         |                                                        |                          |       | Three Months Ended                   
|                                         |                                                        |                          |       | March 31                             
|                                         |                                                        |                          |       |                                      
|                                         |                                                        |                          |       | 2003                                  |       | 2002
|                                         |                                                        |                          |       |                                       |       |     
|                                         |                                                        |                          |       | (in thousands, except per share data)
|Revenues:                                |                                                        |                          |       |                                       |       |      |        |       
|                                         | Oil and gas sales                                      |                          | $     | 7,589                                 |       |      | $      | 5,321  |      
|                                         | Loss on commodity derivatives                          |                          |       | (1,342                                | )     |      |        | (2,146 | )    
|                                         | Lease bonuses and rentals                              |                          |       | 115                                   |       |      |        | 270    |      
|                                         |                                                        |                          |       |                                       |       |      |        |       
|                                         |                                                        | Total revenues           |       |                                       | 6,362 |      |        |        | 3,445 |  
|Costs and expenses:                      |                                                        |                          |       |                                       |       |      |        |       
|                                         | Lease operating                                        |                          |       | 1,755                                 |       |      |        | 1,813  |      
|                                         | Exploration and acquisition                            |                          |       | 152                                   |       |      |        | 91     |      
|                                         | Depreciation, depletion and amortization               |                          |       | 1,326                                 |       |      |        | 1,552  |      
|                                         | General and administrative                             |                          |       | 1,496                                 |       |      |        | 1,859  |      
|                                         |                                                        |                          |       |                                       |       |      |        |       
|                                         |                                                        | Total costs and expenses |       |                                       | 4,729 |      |        |        | 5,315 |  
|                                         |                                                        |                          |       |                                       |       |      |        |       
|Operating income (loss)                  |                                                        |                          | 1,633 |                                       |       |      | (1,870 | )     
|Other income (expense)                   |                                                        |                          |       |                                       |       |      |        |       
|                                         | Equity in gains (losses) of unconsolidated investments |                          |       | 33                                    |       |      |        | (32    | )    
|                                         | Gain (loss) on sale of properties and other assets     |                          |       | 96                                    |       |      |        | (248   | )    
|                                         | Loss on sale of marketable securities                  |                          |       |                                      |       |      |        | 3      |      
|                                         | Interest and other income                              |                          |       | 37                                    |       |      |        | 136    |      
|                                         | Interest expense                                       |                          |       | (505                                  | )     |      |        | (445   | )    
|                                         |                                                        |                          |       |                                       |       |      |        |       
|                                         |                                                        | Total other expense      |       |                                       | (339  | )    |        |        | (586  | )
|                                         |                                                        |                          |       |                                       |       |      |        |       
|Net income (loss) before income taxes    |                                                        |                          | 1,294 |                                       |       |      | (2,456 | )     
|Provision (benefit) for income taxes     |                                                        |                          | 479   |                                       |       |      | (600   | )     
|                                         |                                                        |                          |       |                                       |       |      |        |       
|Net income (loss)                        |                                                        |                          | 815   |                                       |       |      | (1,856 | )     
|Less: dividends on preferred shares      |                                                        |                          | 111   |                                       |       |      | 90     |       
|                                         |                                                        |                          |       |                                       |       |      |        |       
|Income (loss) available to common shares |                                                        | $                        | 704   |                                       |       | $    | (1,946 | )     
|                                         |                                                        |                          |       |                                       |       |      |        |       
|Basic income (loss) per share            |                                                        | $                        | .08   |                                       |       | $    | (0.21  | )     
|                                         |                                                        |                          |       |                                       |       |      |        |       
|Diluted income (loss) per share          |                                                        | $                        | .07   |                                       |       | $    | (0.21  | )     
|                                         |                                                        |                          |       |                                       |       |      |        |       
|Weighted average shares outstanding      |                                                        |                          |       |                                       |       |      |        |       
|                                         | Basic                                                  |                          |       | 9,338                                 |       |      |        | 9,360  |      
|                                         | Diluted                                                |                          |       | 10,917                                |       |      |        | 9,360  |      

See accompanying notes to the consolidated financial statements

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TOREADOR RESOURCES CORPORATION

CONSOLIDATED STATEMENTS OF CASH FLOWS
(UNAUDITED)

|                                                                     |                                               |                                                                                   |                                            |                                                        |        |                    |        |      |        |        |        |  
|-------------------------------------------------------------------- | --------------------------------------------- | --------------------------------------------------------------------------------- | ------------------------------------------ | ------------------------------------------------------ | ------ | ------------------ | ------ | ---- | ------ | ------ | ------ | -
|                                                                     |                                               |                                                                                   |                                            |                                                        |        | Three Months Ended
|                                                                     |                                               |                                                                                   |                                            |                                                        |        | March 31, 2003    
|                                                                     |                                               |                                                                                   |                                            |                                                        |        |                   
|                                                                     |                                               |                                                                                   |                                            |                                                        |        | 2003               |        | 2002
|                                                                     |                                               |                                                                                   |                                            |                                                        |        |                    |        |     
|                                                                     |                                               |                                                                                   |                                            |                                                        |        | (in thousands)    
|Cash flows from operating activities:                                |                                               |                                                                                   |                                            |                                                        |        |                    |        |     
|                                                                     |                                               | Net income (loss)                                                                 |                                            | $                                                      | 815    |                    |        | $    | (1,856 | )     
|                                                                     |                                               | Adjustments to reconcile net income to net cash provided by operating activities: |                                            |                                                        |        |                    |        |      |        |       
|                                                                     |                                               |                                                                                   | Depreciation, depletion and amortization   |                                                        |        | 1,326              |        |      |        | 1,552  |       
|                                                                     |                                               |                                                                                   | (Gain) loss on sale of properties          |                                                        |        | (96                | )      |      |        | 248    |       
|                                                                     |                                               |                                                                                   | Gain on sale of marketable securities      |                                                        |        |                   |        |      |        | (3     | )     
|                                                                     |                                               |                                                                                   | Unrealized losses on commodity derivatives |                                                        |        | 335                |        |      |        | 2,274  |       
|                                                                     |                                               |                                                                                   |                                            | Equity in (gains) losses of unconsolidated investments |        |                    | (11    | )    |        |        | 39     |  
|                                                                     |                                               |                                                                                   |                                            |                                                        |        |                    |        |     
|Cash flow from operating activities before change in working capital |                                               |                                                                                   | 2,369                                      |                                                        |        |                    | 2,254  |     
|Decrease (increase) in operating assets:                             |                                               |                                                                                   |                                            |                                                        |        |                    |        |     
|                                                                     |                                               |                                                                                   | Accounts and notes receivable              |                                                        |        | (1,291             | )      |      |        | 147    |       
|                                                                     |                                               |                                                                                   | Income taxes receivable                    |                                                        |        |                   |        |      |        | (874   | )     
|                                                                     |                                               |                                                                                   | Other current assets                       |                                                        |        | 67                 |        |      |        | 261    |       
|                                                                     |                                               |                                                                                   | Other assets                               |                                                        |        | (124               | )      |      |        | 97     |       
|                                                                     | Increase (decrease) in operating liabilities: |                                                                                   |                                            |                                                        |        |                    |        |      |       
|                                                                     |                                               |                                                                                   | Accounts payable and accrued liabilities   |                                                        |        | (1,462             | )      |      |        | (2,145 | )     
|                                                                     |                                               |                                                                                   | Income taxes payable                       |                                                        |        | 626                |        |      |        | 313    |       
|                                                                     |                                               |                                                                                   | Deferred taxes                             |                                                        |        | (193               | )      |      |        |       |       
|                                                                     |                                               |                                                                                   | Other                                      |                                                        |        | 289                |        |      |        | 40     |       
|                                                                     |                                               |                                                                                   |                                            |                                                        |        |                    |        |     
|                                                                     |                                               |                                                                                   |                                            | Net cash provided by operating activities              |        |                    | 281    |      |        |        | 93     |  
|Cash flows from investing activities:                                |                                               |                                                                                   |                                            |                                                        |        |                    |        |     
|                                                                     |                                               | Expenditures for properties and equipment                                         |                                            |                                                        | (73    | )                  |        |      | (948   | )     
|                                                                     |                                               | Proceeds from the sale of properties and equipment                                |                                            |                                                        | 391    |                    |        |      | 1,052  |       
|                                                                     |                                               | Purchase of marketable securities                                                 |                                            |                                                        |       |                    |        |      | (51    | )     
|                                                                     |                                               | Proceeds from sale of marketable securities                                       |                                            |                                                        |       |                    |        |      | 150    |       
|                                                                     |                                               |                                                                                   |                                            |                                                        |        |                    |        |     
|                                                                     |                                               |                                                                                   |                                            | Net cash provided by investing activities              |        |                    | 318    |      |        |        | 203    |  
|Cash flows from financing activities:                                |                                               |                                                                                   |                                            |                                                        |        |                    |        |     
|                                                                     |                                               | Borrowings under revolving credit arrangements                                    |                                            |                                                        | 778    |                    |        |      | 515    |       
|                                                                     |                                               | Repayments under revolving credit arrangements                                    |                                            |                                                        | (2,069 | )                  |        |      | (1,486 | )     
|                                                                     |                                               | Payment of preferred dividends                                                    |                                            |                                                        | (111   | )                  |        |      | (90    | )     
|                                                                     |                                               | Purchase of treasury stock                                                        |                                            |                                                        |       |                    |        |      | (180   | )     
|                                                                     |                                               |                                                                                   |                                            |                                                        |        |                    |        |     
|                                                                     |                                               |                                                                                   |                                            | Net cash used in financing activities                  |        |                    | (1,402 | )    |        |        | (1,241 | )
|Net decrease in cash and cash equivalents                            |                                               |                                                                                   | (803                                       | )                                                      |        |                    | (945   | )   
|Cash and cash equivalents, beginning of period                       |                                               |                                                                                   | 976                                        |                                                        |        |                    | 2,155  |     
|                                                                     |                                               |                                                                                   |                                            |                                                        |        |                    |        |     
|Cash and cash equivalents, end of period                             |                                               | $                                                                                 | 173                                        |                                                        |        | $                  | 1,210  |     
|                                                                     |                                               |                                                                                   |                                            |                                                        |        |                    |        |     
|Supplemental disclosure of cash flow information:                    |                                               |                                                                                   |                                            |                                                        |        |                    |        |     
|                                                                     |                                               | Cash paid during the period for interest                                          |                                            | $                                                      | 380    |                    |        | $    | 445    |       
|                                                                     |                                               | Asset retirement obligation at January 1, 2003                                    |                                            |                                                        | 1,690  |                    |        |      |       |       
|                                                                     |                                               | Capitalized asset retirement obligation, net                                      |                                            |                                                        | 1,716  |                    |        |      |       |       

See accompanying notes to the consolidated financial statements

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TOREADOR RESOURCES CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(unaudited)

NOTE 1  BASIS OF PRESENTATION

You should read these consolidated financial statements along with the
consolidated financial statements and notes in the 2002 Annual Report on Form
10-K of Toreador Resources Corporation (the Company, we, us, our) filed with
the Securities and Exchange Commission. In our opinion, the information
furnished herein reflects all adjustments, only consisting of normal recurring
adjustments necessary for a fair presentation of the results of these interim
periods.

NOTE 2  COMPREHENSIVE INCOME

The following table presents the components of comprehensive income, net of
related tax (amounts in thousands):

|                                                      |  |                    |       |      |  |   |        |  
|----------------------------------------------------- |  | ------------------ | ----- | ---- |  | - | ------ | -
|                                                      |  | Three Months Ended
|                                                      |  | March 31          
|                                                      |  |                   
|                                                      |  | 2003               |       | 2002
|                                                      |  |                    |       |     
|Income (loss) available to common shares              |  | $                  | 704   |      |  | $ | (1,946 | )
|Foreign currency translation adjustment               |  |                    | 1,083 |      |  |   | 1,411  |  
|Change in fair value of
available-for-sale securities |  |                    | 6     |      |  |   | (29    | )
|                                                      |  |                    |       |      |  |   |        |  
|Comprehensive income (loss)                           |  | $                  | 1,793 |      |  | $ | (564   | )
|                                                      |  |                    |       |      |  |   |        |  

NOTE 3  RECENTLY ISSUED ACCOUNTING PRONOUNCEMENTS

On August 15, 2001, the FASB issued Statement No. 143, Accounting for
Asset Retirement Obligations (Statement 143). Initiated in 1994 as a project to
account for the costs of nuclear decommissioning, the FASB expanded the scope
to include similar closure or removal-type costs in other industries that are
incurred at any time during the life of an asset. That standard requires
entities to record the fair value of a liability for an asset retirement
obligation in the period in which it is incurred. When the liability is
initially recorded, the entity capitalizes a cost by increasing the carrying
amount of the related long-lived asset. Over time, the liability is accreted to
its present value each period, and the capitalized cost is depreciated over the
useful life of the related asset. Upon settlement of the liability, an entity
either settles the obligation for its recorded amount or incurs a gain or loss
upon settlement. The standard became effective for fiscal years beginning after
June 15, 2002. We adopted Statement 143 on January 1, 2003. Upon adoption of
Statement 143, we recorded an increase to Property and Equipment and Asset
Retirement Obligations of approximately $1,690,000 and $1,716,000,
respectively, as a result of the company separately accounting for salvage
values and recording the estimated fair value of its plugging and abandonment
obligation on the balance sheet. The impact of adopting FAS 143 was
determined to be immaterial. We do not expect the effects of adopting
Statement 143 to have a material impact on our financial position or results of
operations in future years.

5



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##### Table of Contents



TOREADOR RESOURCES CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(unaudited)

The following tables describe on a pro forma basis our asset retirement
liability as if FAS 143 had been adopted on January 1, 2002.

|                                       |                                          |                     |       |       |   |      |       |       |   | 
|-------------------------------------- | ---------------------------------------- | ------------------- | ----- | ----- | - | ---- | ----- | ----- | - | 
|                                       |                                          |                     |       | 2003  |   | 2002
|                                       |                                          |                     |       |       |   |     
|Asset Retirement obligation January 1, |                                          |                     | 1,690 |       |   |      | 2,189 |      
|Asset Retirement accretion expense     |                                          |                     | 26    |       |   |      | 33    |      
|                                       |                                          | Less: plugging cost |       |       |  |      |       |       |  | 
|                                       | Asset Retirement obligation at March 31, |                     |       | 1,716 |   |      |       | 2,222 |  
|                                       |                                          |                     |       |       |   |      |       |      

|                                              |  |            |        |  
|--------------------------------------------- |  | ---------- | ------ | -
|                                              |  | Three     
|                                              |  | Months End
|                                              |  | March 31, 
|                                              |  | 2002      
|                                              |  |           
|Net Income, reported                          |  |            | (1,856 | )
|Less: Retirement obligation accretion expense |  |            | (33    | )
|Plus: Depreciation on salvage value           |  |            | 152    |  
|                                              |  |            |        |  
|Net income pro forma                          |  |            | (1,737 | )
|                                              |  |            |        |  

|                    |         |  |  |       |  
|------------------- | ------- |  |  | ----- | -
|Earnings per share: |         |  |  |      
|As reported         |         |  |  |      
|                    | Basic   |  |  | (0.21 | )
|                    | Diluted |  |  | (0.21 | )
|Pro forma           |         |  |  |      
|                    | Basic   |  |  | (0.20 | )
|                    | Diluted |  |  | (0.20 | )

In April 2002, the FASB issued Statement No. 145, Rescission of FASB
Statements No. 4, 44, and 64, Amendment of FASB Statement No. 13, and
Technical Corrections (Statement 145), related to accounting for debt
extinguishments, leases and intangible assets of motor carriers. The provisions
of Statement 145 became effective for fiscal years beginning after May 15,
2002. Because we do not have, and we do not anticipate having, debt
extinguishments or the type of lease transactions mentioned in Statement 145,
we believe that adopting Statement 145 will not have a material impact on our
financial position or results of operations.

In July 2002, the FASB issued Statement No. 146, Accounting for Costs
Associated with Exit or Disposal Activities (Statement 146). Statement 146
requires that a liability for costs associated with an exit or disposal
activity should be initially recognized when it is incurred. Statement 146
differs from existing standards in that under previous standards, such costs
are recognized in the period in which an entity commits to a plan of disposal.
Under Statement 146, the costs are recognized in the period when an actual
disposal is under way. Examples of costs included under Statement 146 include
one-time termination benefits, costs to consolidate or close facilities and to
relocate employees. Statement 146 is effective for exit or disposal activities
initiated after December 31, 2002. Because we currently have not committed to
any disposal or exit plans that would be covered under Statement 146, adopting
Statement 146 will not have a material impact on our financial position or
results of operations.

6



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##### Table of Contents



TOREADOR RESOURCES CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(unaudited)

In October 2002, the FASB issued Statement No. 147, Acquisitions of
Certain Financial Institutions  an Amendment of FASB Statements No. 72 and 144
and FASB Interpretation No. 9 (Statement 147). Statement 147 is not
applicable to our business.

In December 2002, the FASB issued Statement No. 148, Accounting for
Stock-Based Compensation  Transition and Disclosure (Statement 148).
Statement 148 provides alternative methods of transition to the fair value
method of accounting proscribed by FASB Statement No. 123, Accounting for
Stock-Based Compensation (Statement 123). Statement 148 also amends the
disclosure provisions of Statement 123 and Accounting Principles Board Opinion
No. 28, Interim Financial Reporting, to require disclosure in the summary of
significant accounting policies of the effects of an entitys accounting policy
with respect to stock-based employee compensation on reported net income and
earnings per share in annual and interim financial statements. Statement 148
does not require companies to account for employee stock options under the fair
value method. We do not anticipate adopting the fair value method of accounting
for stock-based compensation; however, we have adopted the disclosure
provisions of Statement 148 in this filing. Net income would have been adjusted
as per the pro forma amounts as follows:

|                                                   |             |  |  |                    |  |  |      |        |   | 
|-------------------------------------------------- | ----------- |  |  | ------------------ |  |  | ---- | ------ | - | 
|                                                   |             |  |  | Three Months Ended | 
|                                                   |             |  |  | March 31,          | 
|                                                   |             |  |  |                    | 
|                                                   |             |  |  | 2003               |  |  | 2002 |       
|                                                   |             |  |  |                    |  |  |      |       
|Income (loss) available to common shares           |             |  |  |                    |  |  |      |       
|                                                   | As reported |  |  | 704                |  |  |      | (1,946 | )
|                                                   | Pro forma   |  |  | 620                |  |  |      | (2,153 | )
|Income (loss) available to common shares, basic:   |             |  |  |                    |  |  |      |       
|                                                   | As reported |  |  | 0.08               |  |  |      | (0.21  | )
|                                                   | Pro forma   |  |  | 0.07               |  |  |      | (0.23  | )
|Income (loss) available to common shares, diluted: |             |  |  |                    |  |  |      |       
|                                                   | As reported |  |  | 0.07               |  |  |      | (0.21  | )
|                                                   | Pro forma   |  |  | 0.07               |  |  |      | (.23   | )

NOTE 4  GEOGRAPHIC OPERATING SEGMENT INFORMATION

We have operations in only one industry segment, the oil and gas exploration
and production industry. We have structured the Company along geographic
operating segments or regions. As a result, we have reportable operations in
the United States, France and Turkey. Geographic operating segment income tax
expenses have been determined based on statutory rates existing in the various
tax jurisdictions where we have oil and natural gas producing activities.

The following tables provide the geographic operating segment data required by
Statement of Financial Accounting Standards No. 131, Disclosure about Segments
of an Enterprise and Related Information. Operations in France and Turkey began
when we completed our acquisition of Madison on December 31, 2001. Subsequent
to December 31, 2001, we combined the United States and Headquarters and
Other segments to more accurately reflect the way we analyze our operations.

7



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##### Table of Contents



TOREADOR RESOURCES CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(unaudited)

|                                                                              |                                          |                          |        |                              |       |        |        |        |       |       |       |               |     |        |         |        |       |       |        |       |       |   |        |        |       |   |        |     |     |   |        |        |       |  
|----------------------------------------------------------------------------- | ---------------------------------------- | ------------------------ | ------ | ---------------------------- | ----- | ------ | ------ | ------ | ----- | ----- | ----- | ------------- | --- | ------ | ------- | ------ | ----- | ----- | ------ | ----- | ----- | - | ------ | ------ | ----- | - | ------ | --- | --- | - | ------ | ------ | ----- | -
|                                                                              |                                          |                          |        | Three Months Ended March 31,
|                                                                              |                                          |                          |        |                             
|                                                                              |                                          |                          |        | 2003                         |       | 2002  
|                                                                              |                                          |                          |        |                              |       |       
|                                                                              |                                          |                          |        | United States                |       | France |        | Turkey |       | Total |       | United States |     | France |         | Turkey |       | Total
|                                                                              |                                          |                          |        |                              |       |        |        |        |       |       |       |               |     |        |         |        |       |      
|Revenues:                                                                     |                                          |                          |        |                              |       |        |        |        |       |       |       |               |     |        |         |        |       |       |        |       |       |   |        |        |       |   |        |     |     |   |        |       
|                                                                              | Oil and gas sales                        |                          | $      | 4,242                        |       |        | $      | 2,634  |       |       | $     | 713           |     |        | $       | 7,589  |       |       | $      | 2,782 |       |   | $      | 2,019  |       |   | $      | 520 |     |   | $      | 5,321  |      
|                                                                              | Loss on commodity derivatives            |                          |        | (1,218                       | )     |        |        | (124   | )     |       |       |              |     |        |         | (1,342 | )     |       |        | (990  | )     |   |        | (1,156 | )     |   |        |    |     |   |        | (2,146 | )    
|                                                                              | Lease bonus and rentals                  |                          |        | 115                          |       |        |        |       |       |       |       |              |     |        |         | 115    |       |       |        | 270   |       |   |        |       |       |   |        |    |     |   |        | 270    |      
|                                                                              |                                          |                          |        |                              |       |        |        |        |       |       |       |               |     |        |         |        |       |       |        |       |       |   |        |        |       |   |        |     |     |   |        |       
|                                                                              |                                          | Total Revenues           |        |                              | 3,139 |        |        |        | 2,510 |       |       |               | 713 |        |         |        | 6,362 |       |        |       | 2,062 |   |        |        | 863   |   |        |     | 520 |   |        |        | 3,445 |  
|Cost and expenses:                                                            |                                          |                          |        |                              |       |        |        |        |       |       |       |               |     |        |         |        |       |       |        |       |       |   |        |        |       |   |        |     |     |   |        |       
|                                                                              | Lease operating                          |                          |        | 409                          |       |        |        | 1,137  |       |       |       | 209           |     |        |         | 1,755  |       |       |        | 684   |       |   |        | 913    |       |   |        | 216 |     |   |        | 1,813  |      
|                                                                              | Exploration and acquisition              |                          |        | 152                          |       |        |        |       |       |       |       |              |     |        |         | 152    |       |       |        | 91    |       |   |        |       |       |   |        |    |     |   |        | 91     |      
|                                                                              | Depreciation, depletion and
amortization |                          |        | 834                          |       |        |        | 303    |       |       |       | 189           |     |        |         | 1,326  |       |       |        | 998   |       |   |        | 442    |       |   |        | 112 |     |   |        | 1,552  |      
|                                                                              | General and administrative               |                          |        | 988                          |       |        |        | 261    |       |       |       | 247           |     |        |         | 1,496  |       |       |        | 1,463 |       |   |        | 241    |       |   |        | 155 |     |   |        | 1,859  |      
|                                                                              |                                          |                          |        |                              |       |        |        |        |       |       |       |               |     |        |         |        |       |       |        |       |       |   |        |        |       |   |        |     |     |   |        |       
|                                                                              |                                          | Total costs and expenses |        |                              | 2,383 |        |        |        | 1,701 |       |       |               | 645 |        |         |        | 4,729 |       |        |       | 3,236 |   |        |        | 1,596 |   |        |     | 483 |   |        |        | 5,315 |  
|Operating income (loss)                                                       |                                          |                          | 756    |                              |       |        | 809    |        |       |       | 68    |               |     |        | 1,633   |        |       |       | (1,174 | )     |       |   | (733   | )      |       |   | 37     |     |     |   | (1,870 | )     
|Other
income (expense)
Equity in gains (losses) of
unconsolidated investments |                                          |                          | 33     |                              |       |        |       |        |       |       |      |               |     |        | 33      |        |       |       | (32    | )     |       |   |       |        |       |   |       |     |     |   | (32    | )     
|                                                                              | Gain (loss) on sale of properties        |                          |        | 96                           |       |        |        |       |       |       |       |              |     |        |         | 96     |       |       |        | (248  | )     |   |        |       |       |   |        |    |     |   |        | (248   | )    
|                                                                              | Loss on sale of marketable securities    |                          |        |                             |       |        |        |       |       |       |       |              |     |        |         |       |       |       |        | 3     |       |   |        |       |       |   |        |    |     |   |        | 3      |      
|                                                                              | Interest and other income (expense)      |                          |        | 27                           |       |        |        | 10     |       |       |       |              |     |        |         | 37     |       |       |        | 22    |       |   |        | 120    |       |   |        | (6  | )   |   |        | 136    |      
|                                                                              | Interest expense                         |                          |        | (329                         | )     |        |        | (138   | )     |       |       | (38           | )   |        |         | (505   | )     |       |        | (257  | )     |   |        | (188   | )     |   |        |    |     |   |        | (445   | )    
|                                                                              |                                          |                          |        |                              |       |        |        |        |       |       |       |               |     |        |         |        |       |       |        |       |       |   |        |        |       |   |        |     |     |   |        |       
|                                                                              |                                          | Total other expense      |        |                              | (173  | )      |        |        | (128  | )     |       |               | (38 | )      |         |        | (339  | )     |        |       | (512  | ) |        |        | (68   | ) |        |     | (6  | ) |        |        | (586  | )
|Net income (loss) before income tax                                           |                                          |                          | 583    |                              |       |        | 681    |        |       |       | 30    |               |     |        | 1,294   |        |       |       | (1,686 | )     |       |   | (801   | )      |       |   | 31     |     |     |   | (2,456 | )     
|Provision (benefit) for income taxes                                          |                                          |                          | 479    |                              |       |        |       |        |       |       |      |               |     |        | 479     |        |       |       | (600   | )     |       |   |       |        |       |   |       |     |     |   | (600   | )     
|Net income (loss)                                                             |                                          |                          | 104    |                              |       |        | 681    |        |       |       | 30    |               |     |        | 815     |        |       |       | (1,086 | )     |       |   | (801   | )      |       |   | 31     |     |     |   | (1,856 | )     
|Dividends on preferred shares                                                 |                                          |                          | 111    |                              |       |        |       |        |       |       |      |               |     |        | 111     |        |       |       | 90     |       |       |   |       |        |       |   |       |     |     |   | 90     |       
|                                                                              |                                          |                          |        |                              |       |        |        |        |       |       |       |               |     |        |         |        |       |       |        |       |       |   |        |        |       |   |        |     |     |   |        |       
|Total assets (1)                                                              |                                          | $                        | 90,063 |                              |       | $      | 29,138 |        |       | $     | 9,613 |               |     | $      | 128,814 |        |       | $     | 56,607 |       |       | $ | 24,702 |        |       | $ | 10,395 |     |     | $ | 91,704 |       



---

|(1) |  | Total consolidated assets reflect the effect of intersegment eliminations.
|--- |  | --------------------------------------------------------------------------

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##### Table of Contents



TOREADOR RESOURCES CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(unaudited)

NOTE 5  DERIVATIVE FINANCIAL INSTRUMENTS

We utilize commodity derivative instruments as part of our risk management
program. These transactions are generally structured as either swaps or collar
contracts. A swap can be described as having the effect of an outright sale at
a specific price. A collar has the effect of creating a sale only if a floor or
ceiling price is exceeded. These instruments (i) reduce the effect of the price
fluctuations of the commodities we produce and sell; (ii) support our annual
capital budgeting and expenditure plans; (iii) protect the amounts required for
servicing outstanding debt; and (iv) maximize the funds available under our
existing credit facilities. The trading party that represents the other side of
each of these transactions is known as a counterparty. The counterparty of
our United States transactions is Coral Energy Holdings, L.P., an affiliate of
Royal Dutch/Shell. The counterparty of our French transactions is Barclays
Capital.

The following table lists our open natural gas derivative contracts as of March
31, 2003. All contracts are based on NYMEX pricing. We estimated the fair value
of the option agreement at March 31, 2003, from quotes by the counterparty
representing the amounts we would expect to receive or pay to terminate the
agreements on that date. We estimated the fair value of the swap agreement
based on the difference between the strike prices and the forward NYMEX prices
for each determination period multiplied by the notional volume for each
period.

|            |      |           |      |             |          |            |      |            |  |              |            |           |           |  |         |  |  |   |             |  |             |   |          |   | 
|----------- | ---- | --------- | ---- | ----------- | -------- | ---------- | ---- | ---------- |  | ------------ | ---------- | --------- | --------- |  | ------- |  |  | - | ----------- |  | ----------- | - | -------- | - | 
|            |      |           |      |             |          |            |      |            |  |              | Notional   |           |           |  |         |  |  |   |             |  | Fair Value-
|            |      |           |      |             |          |            |      |            |  |              | Volume per |           | Aggregate |  |         |  |  |   | Gain/(Loss)
|Contract    |      | Effective |      | Termination |          | Month      |      | Volume     |  | Strike Price |            | March 31,
|Type        |      | Date      |      | Date        |          | (MMBtu)(1) |      | (MMBtu)(1) |  | per MMBtu    |            | 2003     
|            |      |           |      |             |          |            |      |            |  |              |            |          
|            | Swap |           | May  |             | December |            |      |            |  |              |            |           |           |  |         |  |  |   |             |  |            
|            |      |           | 2003 |             |          |            | 2003 |            |  |              | 30,000     |           |           |  | 240,000 |  |  | $ | 3.900       |  |             | $ | (296,670 | )
|            |      | January   |      | December    |          |            |      |            |  |              |            |           |           |  |         |  |  |   |             | 
|            |      |           | 2004 |             |          |            | 2004 |            |  |              | 50,000     |           |           |  | 600,000 |  |  | $ | 3.900       |  |             | $ | (423,250 | )
|Put Option  |      | May       |      | December    |          |            |      |            |  |              |            |           |           |  |         |  |  |   |             | 
|            |      |           | 2003 |             |          |            | 2003 |            |  |              | 80,000     |           |           |  | 640,000 |  |  | $ | 3.250       |  |             | $ | 14,320   |  
|            |      | January   |      | December    |          |            |      |            |  |              |            |           |           |  |         |  |  |   |             | 
|            |      |           | 2004 |             |          |            | 2004 |            |  |              | 50,000     |           |           |  | 600,000 |  |  | $ | 3.250       |  |             | $ | 33,000   |  
|Call Option |      | May       |      | December    |          |            |      |            |  |              |            |           |           |  |         |  |  |   |             | 
|            |      |           | 2003 |             |          |            | 2003 |            |  |              | 80,000     |           |           |  | 640,000 |  |  | $ | 4.850       |  |             | $ | (455,760 | )
|            |      | January   |      | December    |          |            |      |            |  |              |            |           |           |  |         |  |  |   |             | 
|            |      |           | 2004 |             |          |            | 2004 |            |  |              | 50,000     |           |           |  | 600,000 |  |  | $ | 5.275       |  |             | $ | (206,500 | )



---

|(1) |  | MMBtu  Million British thermal units.
|--- |  | --------------------------------------

9



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##### Table of Contents



TOREADOR RESOURCES CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(unaudited)

The following table lists our open crude oil derivative contracts as of March
31, 2003. Our crude oil derivatives will expire at December 31, 2003. We
estimated the fair value of the swap agreements based on the difference between
the strike prices and the forward index prices for each determination period
multiplied by the notional volume for each period.

|            |  |           |      |             |  |        |      |        |  |              |        |           |  |  |         |  |  |             |        |             |  |   |         |  
|----------- |  | --------- | ---- | ----------- |  | ------ | ---- | ------ |  | ------------ | ------ | --------- |  |  | ------- |  |  | ----------- | ------ | ----------- |  | - | ------- | -
|            |  |           |      |             |  |        |      |        |  | Notional     |        |           |  |  |         |  |  |             |        | Fair Value-
|            |  |           |      |             |  |        |      |        |  | Volume per   |        | Aggregate |  |  |         |  |  | Gain/(Loss)
|Contract    |  | Effective |      | Termination |  | Month  |      | Volume |  | Strike Price |        | March 31,
|Type        |  | Date      |      | Date        |  | (Bbls) |      | (Bbls) |  | per Bbl      |        | 2003     
|            |  |           |      |             |  |        |      |        |  |              |        |          
|Brent
Crude |  | April     |      | December    |  |        |      |        |  |              |        |           |  |  |         |  |  |             |        |            
|Swap        |  |           | 2003 |             |  |        | 2003 |        |  |              | 37,500 |           |  |  | 234,000 |  |  | $           | 23.108 |             |  | $ | (35,800 | )

NOTE 6  LONG-TERM DEBT

On May 9, 2002, we amended our revolving credit facility with Bank of Texas
(the Texas Facility). The amendment divided the amounts outstanding into two
tranches. Tranche A amounted to $18,024,750, and Tranche B represented all
amounts outstanding in excess of Tranche A. The amendment required that all
amounts outstanding under Tranche B be repaid by July 15, 2002, and called for
a monthly penalty of $50,000 if such amounts were not repaid by July 15, 2002.
In connection with this amendment, we paid a fee of $100,000. On August 1,
2002, we amended the Texas Facility again. Under the terms of this amendment,
Tranche A was increased to $20,000,000, and the due date for Tranche B was
extended to November 1, 2002. Additionally, this amendment required no monthly
penalty if all amounts under Tranche B were not repaid by November 1, 2002. In
connection with this amendment, we paid a fee of $75,000. On September 23,
2002, we amended the Texas Facility for the fourth time. The fourth amendment
eliminated the Tranches, set the borrowing base at $19,375,000 and calls for
monthly principal payments of $150,000 until amended. There was no fee
associated with this amendment. At March 31, 2003, there was $18,469,000
outstanding under the Texas Facility, and, in accordance with the amendment, we
have included $1,800,000 under the current portion of long-term debt on the
balance sheet.

As part of our Merger with Madison, we assumed a revolving credit facility with
Barclays Bank, Plc (the Barclays Facility) that matures on December 31, 2005
and is secured by the production from our French properties and the stock of
Madison Oil Company's subsidiaries. The Barclays Facility is structured
in three separate tranches with interest rates based on LIBOR plus 2.5% to 3%.
Total borrowings are limited to the lesser of the nominal facility amount or a
semi-annual borrowing base. Barclays previously advised us that it intended to
withdraw from the reserve-based lending business and to transfer the balance of
its reserve-based loans to one or more third-party banking institutions. Until
a third-party lender assumes the facility, we will not be allowed to borrow any
additional funds under the Barclays Facility. As a result of this change in
direction and the existence of various technical defaults under the Barclays
Facility, we have entered into various waiver agreements with Barclays in 2003.
Pursuant to the terms of the most recent waiver agreement we are required to
make monthly principal payments through March 2004 equal to the available net
cash flow after expenses from our international operations. After March 2004,
the amount of monthly principal payments will be determined based on the next borrowing
base review after such date by Barclays. We are also required to make fee
payments monthly in the amount of $25,000 out of international cash

10



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##### Table of Contents



TOREADOR RESOURCES CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(unaudited)

flow pursuant to the terms of the Management Work
and Fee Letter dated May 19, 2003. The payments are estimated at $400,000 per
month until March 31, 2004, and accordingly, we have included $4.8 million in
the current portion of long-term debt on the balance sheet. Pursuant to the
terms of the waiver agreements in 2003, we have issued to Barclays warrants
that are currently exercisable to purchase an aggregate of 400,000 shares of
our common stock at an exercise price of $3.50 per share and have issued an
additional warrant that is exercisable after October 13, 2003 to purchase
100,000 shares of our common stock at an exercise price of $3.52 per share.
These warrants have certain registration rights. Under the terms of the Warrant
Buyback Letter dated May 19, 2003, Toreador will be required to buy the 500,000
outstanding warrants back from Barclays for the sum of $100,000. The buyback is
predicated on the final settlement of all obligations relating to the Barclays
Facility. Per the terms of the Settlement Fee Letter dated May 19, 2003, we
have also agreed to make a final settlement payment totaling $925,000, less the
amounts of any payments made to Barclays for interim fees due before the final
settlement, that will be due at the time that we extinguish the Barclays
Facility. We have also agreed, among other items, to apply certain amounts that
may be received by Toreador for the Turkish capital repatriation to the
repayment of the Barclays Facility. During the first three months of 2003, we
used $1.0 million of our available cash flow to reduce the amounts outstanding
under the Barclays Facility.

We have diligently explored alternatives to refinance all or part of our
existing capital structure, including the Barclays Facility. We have received a
commitment to provide funds necessary for the extinguishment of the Barclays
Facility. The form of the commitment is based on a third party institution to
provide a structured financing of up to $45 million in a combination of fixed
term, floating rate senior debt, subordinated, fixed term, fixed rate debt, and
equity. However, no assurance can be given that this structured financing will
occur. If the third party institution is unable to provide a commitment for the
financing, we have received a binding commitment to provide up to $15 million
to refinance the Barclays Facility which would be based on a five-year
amortization payable in equal monthly installments of $250,000 plus interest at
an interest rate to be determined. In addition, we are pursuing other
alternatives, including other refinancing options and the possible sale of our
French properties as a means of discharging the Barclays Facility and providing
additional working capital.

NOTE 7  LITIGATION

Karak Petroleum.Madison and its wholly-owned subsidiary Trans-Dominion
Holdings Ltd. were named as defendants in a complaint filed in Alberta, Canada,
in 1999. The complaint arose from a dispute between Karak Petroleum, a
subsidiary of Trans-Dominion Holdings, and the operator of an exploratory well
in Pakistan in 1994 in which Karak was a joint interest partner. The plaintiffs
alleged that they were owed approximately $500,000. On August 7, 2002, we
reached an agreement with the plaintiffs in this matter. Under the terms of the
agreement, we agreed to pay the plaintiffs $400,000 for full release of
liability. Written documentation reflecting the foregoing was finalized on
August 29, 2002. The agreement required that we remit the $400,000 in two
installments. The first installment of $50,000 was paid on August 29, 2002, and
the remaining $350,000 was to be paid by February 3, 2003. This liability was
recorded in 2002. In February 2003, the plaintiffs agreed to accept the
$350,000 in varying monthly installments payable at the beginning of each month
beginning February 2003 and concluding in December 2003.

Turkish Registered Capital.Under the existing Petroleum Law of Turkey,
capital which is invested by foreign companies for projects such as oil and gas
exploration can be registered with the General Directorate of Petroleum
Affairs, thereby qualifying for protection against adverse changes in the
exchange rate between the time of the initial investment and the time such
capital is repatriated out of Turkey. Since

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TOREADOR RESOURCES CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(unaudited)

1997 the Turkish government has
suspended such protection for repatriated capital. As holder of more than $50
million of registered capital, we have filed suit in Turkey to attempt to
restore the exchange rate protections afforded under the law. No amounts are
accrued related to this contingency.
Holders of Madison common stock have the right to receive, in cash or our
common stock, 30% of certain potential payments that may be received from the
Turkish government for the protection of repatriated capital. In March 2002 a
lower level court ruled in favor of Madison. The ruling was subject to
automatic appeal that was heard on December 31, 2002. The appellate court
reversed the lower courts ruling. We have appealed the ruling of the appellate
court and expect a hearing no later then the end of September 2003. The current
appeal is the last appeal that can be made by either side in this case.

NOTE 8  EARNINGS PER COMMON SHARE

The following table reconciles the numerators and denominators of the basic and
diluted earnings per ordinary share computation.

|                           |              |                                              |                                   |   |                                       |      |       |     |        |       |  
|-------------------------- | ------------ | -------------------------------------------- | --------------------------------- | - | ------------------------------------- | ---- | ----- | --- | ------ | ----- | -
|                           |              |                                              |                                   |   | Three Months Ended                   
|                           |              |                                              |                                   |   | March, 31                            
|                           |              |                                              |                                   |   |                                      
|                           |              |                                              |                                   |   | 2003                                  |      | 2002 
|                           |              |                                              |                                   |   |                                       |      |      
|                           |              |                                              |                                   |   | (in thousands,
except per share data)
|Basic earnings per share   |              |                                              |                                   |   |                                       |      |       |    
|                           | Numerator:   |                                              |                                   |   |                                       |      |       |     |       
|                           |              | Net income (loss)                            |                                   | $ | 815                                   |      |       | $   | (1,856 | )    
|                           |              | Less: dividends on preferred shares          |                                   |   | 111                                   |      |       |     | 90     |      
|                           |              |                                              |                                   |   |                                       |      |       |    
|                           |              | Income (loss) available to common shares     |                                   | $ | 704                                   |      |       | $   | (1,946 | )    
|                           |              |                                              |                                   |   |                                       |      |       |    
|                           | Denominator: |                                              |                                   |   |                                       |      |       |     |       
|                           |              | Common shares outstanding  weighted
average |                                   |   | 9,338                                 |      |       |     | 9,360  |      
|                           |              |                                              |                                   |   |                                       |      |       |    
|                           |              |                                              | Basic earnings (loss) per share   |   | $                                     | 0.08 |       |     | $      | (0.21 | )
|Diluted earnings per share |              |                                              |                                   |   |                                       |      |       |    
|                           | Numerator:   |                                              |                                   |   |                                       |      |       |     |       
|                           |              | Net income (loss)                            |                                   | $ | 815                                   |      |       | $   | (1,856 | )    
|                           |              | Less: dividends on preferred shares          |                                   |   | N/A                                   |      |       |     | 90     |      
|                           |              |                                              |                                   |   |                                       |      |       |    
|                           |              | Income (loss) available to common shares     |                                   | $ | 815                                   | (1)  |       | $   | (1,946 | )    
|                           |              |                                              |                                   |   |                                       |      |       |    
|                           | Denominator: |                                              |                                   |   |                                       |      |       |     |       
|                           |              | Common shares outstanding                    |                                   |   | 9,338                                 |      |       |     | 9,360  |      
|                           |              | Common stock options and warrants            |                                   |   | 3                                     |      |       |     |       |      
|                           |              | Conversion of preferred shares               |                                   |   | 1,231                                 |      |       |     |       |      
|                           |              | Conversion of debenture                      |                                   |   | 345                                   |      |       |     |       |      
|                           |              |                                              |                                   |   |                                       |      |       |     |        |      
|                           |              |                                              | 10,917                            |   |                                       |      | 9,360 | (2)
|                           |              |                                              |                                   |   |                                       |      |       |    
|                           |              |                                              | Diluted earnings (loss) per share |   | $                                     | 0.07 |       |     | $      | (0.21 | )

|    |  |                                                                                                                            
|--- |  | ---------------------------------------------------------------------------------------------------------------------------
|(1) |  | Since we assume that preferred shares were
converted into common shares, there would have been no preferred
dividends paid.
|    |  |                                                                                                                            
|(2) |  | Due to the net loss for first quarter ended
2002, there were no dilutive shares.                                           

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ITEM 2  MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
                    AND RESULTS OF OPERATIONS

DISCLOSURES REGARDING FORWARD-LOOKING STATEMENTS

Certain matters discussed under Managements Discussion and Analysis of
Financial Condition and Results of Operations and elsewhere in this report may
constitute forward-looking statements for purposes of the Securities Act of
1933, and the Securities Exchange Act of 1934 and, as such, may involve known
and unknown risks, uncertainties and other factors that may cause the actual
results, performance or achievements to be materially different from future
results, performance or achievements expressed or implied by such
forward-looking statements. When used in this report, the words anticipates,
estimates, plans, believes, continues, expects, projections,
forecasts, intends, may, might, could, should, and similar
expressions are intended to be among the statements that identify
forward-looking statements. Various factors that could cause the actual
results, performance or achievements to differ materially from our expectations
are disclosed in this report (Cautionary Statements), including, without
limitation, those statements made in conjunction with the forward-looking
statements included under the caption identified above and otherwise herein.
All written and oral forward-looking statements attributable to us are
expressly qualified in their entirety by the Cautionary Statements.

LIQUIDITY AND CAPITAL RESOURCES

This section should be read in conjunction with Note 6 in the Notes to
Consolidated Financial Statements included in this filing.

For the first three months of 2003, cash flow from operations before working
capital changes was $2.4 million, compared with $2.3 million for the year-ago
period. We continually review the operating results of each of our properties.
When we discover under performing properties, we attempt to liquidate them.
During the three months ended March 31, 2003, we received $0.4 million in
proceeds from sales of property and equipment. We expect that cash flow
provided by operating activities for the remaining nine months of 2003 will be
approximately $7.0 million.

We currently have two senior borrowing facilities. First, we have a revolving
credit facility with Bank of Texas (the Texas Facility), which had permitted
borrowings of $18.5 million at March 31, 2003. We will be required to make
monthly principal payments of $150,000 under the Texas Facility until amended.
Accordingly, we have included $1,800,000 in the current portion of long-term
debt on the balance sheet.

We also have a revolving credit facility with Barclays Bank, Plc (the Barclays
Facility). Under the Barclays Facility, we had $13.6 million outstanding at
March 31, 2003. Barclays previously advised us that it intended to withdraw
from the reserve-based lending business and to transfer the balance of its
reserve-based loans to one or more third-party banking institutions. Until a
third-party lender assumes the facility, we will not be allowed to borrow any
additional funds under the Barclays Facility. As a result of this change in
direction and the existence of various technical defaults under the Barclays
Facility, we have entered into various waiver agreements with Barclays in 2003.
Pursuant to the terms of the most recent waiver agreement we are required to
make monthly principal payments through March 2004 equal to the available net
cash flow after expenses from our international operations. After
March 2004, the amount of monthly principal payments will be
determined based on the next borrowing base review after such date by
Barclays. We are also
required to make fee payments monthly in the amount of $25,000 out of
international cash flow pursuant to the terms of the Management and Work Fee
Letter dated May 19, 2003. The payments are estimated at $400,000 per month
until March 31, 2004, and accordingly, we have included $4.8 million in the
current portion of
long-term debt on the balance sheet. Pursuant to the terms of the waiver
agreements in 2003, we have issued to

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Barclays warrants that are currently
exercisable to purchase an aggregate of 400,000 shares of our common stock at
an exercise price of $3.50 per share and have issued an additional warrant that
is exercisable beginning on October 14, 2003 to purchase 100,000 shares of our
common stock at an exercise price of $3.52 per share. These warrants have
certain registration rights. Under the terms of the Warrant Buyback Letter
dated May 19, 2003, Toreador will be required to buy the 500,000 outstanding
warrants from Barclays for the sum of $100,000. The buyback is predicated on
the final settlement of all obligations relating to the Barclays Facility. Per
the terms of the Settlement Fee Letter dated May 19, 2003, we have also agreed
to make a final settlement payment totaling $925,000, less the amounts of any
payments made to Barclays for interim fees due before the final settlement,
that will be due at the time that we extinguish the Barclays Facility. We have
also agreed, among other items, to apply certain amounts that may be received
by Toreador for the Turkish capital repatriation to the repayment of the
Barclays Facility. During the first three months of 2003, we used $1.0 million
of available cash flow to reduce the amounts outstanding under the Barclays
Facility.

We diligently have explored alternatives to refinance all or part of our
existing capital structure, including the Barclays Facility. We have received a
commitment to provide funds necessary for the extinguishment of the Barclays
Facility. The form of the commitment is based on a third party institution
providing a structured financing of up to $45 million in a combination of fixed
term, floating rate senior debt, subordinated, fixed term, fixed rate debt, and
equity. However, no assurance can be given that this structured financing will
occur. If the third party institution is unable to provide a commitment for the
financing, we have a binding commitment to provide up to $15 million to
refinance the Barclays Facility which would be based on a five-year
amortization payable in equal monthly installments of $250,000 plus interest at
an interest rate to be determined. In addition, we are pursuing other
alternatives, including other refinancing options and the possible sale of our
French properties as a means of discharging the Barclays Facility and providing
additional working capital.

Toreador has 160,000 shares of nonvoting Series A Convertible Preferred Stock
outstanding at March 31, 2003. At the option of the holder, the Series A
Convertible Preferred Stock may be converted into common shares at a price of
$4.00 per common share (conversion would amount to 1,000,000 Toreador common
shares). The Series A Convertible Preferred Stock accrues dividends at an
annual rate of $2.25 per share payable quarterly in cash. At any time after
December 1, 2004, we may elect to redeem for cash any or all shares of Series A
Convertible Preferred Stock. The optional redemption price per share is the sum
of (1) $25.00 per share of the Series A Convertible Preferred Stock plus (2)
any accrued unpaid dividends, and such sum is multiplied by a declining
multiplier. The multiplier is 105% until November 30, 2005, 104% until November
30, 2006, 103% until November 30, 2007, 102% until November 30, 2008, 101%
until November 30, 2009, and 100% thereafter.

In November 2002, we issued 37,000 shares of Series A-1 Convertible Preferred
Stock. At the option of the holder, the Series A-1 Convertible Preferred Stock
may be converted into common shares at a price of $4.00 per common share
(conversion would amount to 231,250 Toreador common shares). The Series A-1
Convertible Preferred Stock accrues dividends at an annual rate of $2.25 per
share payable quarterly in cash. At any time on or after November 1, 2007, we
may elect to redeem for cash any or all shares of Series A-1 Convertible
Preferred Stock. The optional redemption price per share is the sum of (1)
$25.00 per share of the Series A-1 Convertible Preferred Stock plus (2) any
accrued unpaid dividends, and such sum is multiplied by a declining multiplier.
The multiplier is 105% until October 31, 2008, 104% until October 31, 2009,
103% until October 31, 2010, 102% until October 31, 2011, 101% until October
31, 2012, and 100% thereafter.

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We anticipate that our 2003 capital expenditures budget, excluding any
acquisitions we may make, will be approximately $4.0 million. We intend to fund
our capital expenditures budget from operating cash flow, the proceeds of any
financing we are able to secure in excess of the payoff amount of the Barclays
Facility, or a combination thereof. We will continue to spend most of our 2003
capital budget on prospects in our inventory as a result of the acquisition of
Madison. We will limit our activity in France to development drilling on our
existing properties. In Turkey, we anticipate that exploration work will
continue on several projects, including the interpretation of seismic data
recently acquired in the Black Sea.

We may reinvest proceeds from option and lease bonuses by taking a working
interest in 3D seismic projects or in wells. To the extent cash flow from
operations does not significantly increase and external sources of capital are
limited or unavailable, our ability to make the capital investment to
participate in 3D seismic surveys and increase our interest in projects on our
acreage will be limited. We expect to receive future funds through production
from existing producing properties and new producing properties that may be
discovered through exploration of our acreage by third parties or by us, along
with development properties added to existing fields. In addition to the
properties described above, we also may acquire other producing oil and gas
assets, which could require the use of debt, including the Texas Facility or
other forms of financing.

Dividends on our common stock may be declared and paid out of funds legally
available when and as determined by our board of directors. Our policy is to
hold and invest corporate funds on a conservative basis, and thus we do not
anticipate paying cash dividends on our common stock in the foreseeable future.
In addition, under the terms of the Texas Facility we are prohibited from
paying dividends over $100,000 without prior consent from Bank of Texas,
National Association (other than dividends payable in shares of common stock).
The terms of our Series A Convertible Preferred Stock and our Series A-1
Convertible Preferred Stock prohibit us from paying dividends on the common
stock without the approval of the holders of a majority of the then outstanding
shares of the Series A Convertible Preferred Stock and the Series A-1
Convertible Preferred Stock.

Dividends on our Series A Convertible Preferred Stock and Series A-1
Convertible Preferred Stock are paid quarterly. Cash dividends totaling
$110,813 and $90,000 were paid for the three-month periods ended March 31, 2003
and 2002, respectively. The Series A-1 Convertible Preferred Stock was not
issued until November 1, 2002. Future dividends will be paid in cash at a rate
of $110,813 per calendar quarter. We are prohibited from paying dividends over
$100,000 without the consent of the Bank of Texas, National Association. Thus,
approval will be required prior to the payment of the above-mentioned dividends

We believe that sufficient funds will be available from operating cash flow or
borrowings under the Texas Facility or new financings to meet anticipated
capital requirements for fiscal 2003. The following table sets forth our
contractual obligations at March 31, 2003 for the periods shown (dollars in
thousands):

|       |  |       |        |        |  |             |       |             |  |               |     |  |  |   |        |  |  |   |   | 
|------ |  | ----- | ------ | ------ |  | ----------- | ----- | ----------- |  | ------------- | --- |  |  | - | ------ |  |  | - | - | 
|       |  |       |        |        |  | Due Within 
|       |  |       |        |        |  |            
|       |  | Total |        | 1 Year |  | 2 - 3 Years |       | 4 - 5 Years |  | After 5 Years
|       |  |       |        |        |  |             |       |             |  |              
|Debt   |  | $     | 32,069 |        |  | $           | 6,600 |             |  | $             |    |  |  | $ | 25,469 |  |  | $ |  | 
|Leases |  |       | 1,477  |        |  |             | 231   |             |  |               | 638 |  |  |   | 608    |  |  |   |  | 
|       |  |       |        |        |  |             |       |             |  |               |     |  |  |   |        |  |  |   |   | 
|Total  |  | $     | 33,546 |        |  | $           | 6,831 |             |  | $             | 638 |  |  | $ | 26,077 |  |  | $ |  | 
|       |  |       |        |        |  |             |       |             |  |               |     |  |  |   |        |  |  |   |   | 

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CRITICAL ACCOUNTING POLICIES

Other than the adoption of Statement 143 discussed in Note 3 in the Notes to
Consolidated Financial Statements included in this filing, we did not have any
changes in our critical accounting policies or in our significant accounting
estimates during the three months ended March 31, 2003. Please see our Annual
Report on Form 10-K for the year ended December 31, 2002, for a detailed
discussion of our critical accounting policies.

RESULTS OF OPERATIONS

COMPARISON OF THE THREE MONTHS ENDED MARCH 31, 2003 AND 2002

The following tables present production and average unit prices and costs for
the geographic segments indicated:

|           |              |               |       |  |                    |     |      |  |     |               |                    |               |       |   |       |       |  |   |       |       |  |  | 
|---------- | ------------ | ------------- | ----- |  | ------------------ | --- | ---- |  | --- | ------------- | ------------------ | ------------- | ----- | - | ----- | ----- |  | - | ----- | ----- |  |  | 
|           |              |               |       |  | Three Months Ended |     |      |  |     |               | Three Months Ended
|           |              |               |       |  | March 31           |     |      |  |     |               | March 31          
|           |              |               |       |  |                    |     |      |  |     |               |                   
|           |              |               |       |  | 2003               |     | 2002 |  |     |               |                    |               | 2003  |   | 2002 
|           |              |               |       |  |                    |     |      |  |     |               |                    |               |       |   |      
|Production |              |               |       |  |                    |     |      |  |     | Average Price |                    |               |       |   |       |       |  |  
|           |              |               |       |  |                    |     |      |  |     |               |                    |               |       |   |       |       |  |   |       |      
|           | Oil (MBbls): |               |       |  |                    |     |      |  |     |               | Oil ($/Bbl):       |               |       |   |       |       |  |   |      
|           |              | United States |       |  | 46                 |     |      |  | 73  |               |                    | United States |       | $ | 31.39 |       |  | $ | 18.86 |      
|           |              | France        |       |  | 95                 |     |      |  | 110 |               |                    | France        |       |   | 29.97 |       |  |   | 18.38 |      
|           |              | Turkey        |       |  | 31                 |     |      |  | 29  |               |                    | Turkey        |       |   | 23.14 |       |  |   | 17.93 |      
|           |              |               |       |  |                    |     |      |  |     |               |                    |               |       |   |      
|           |              |               | Total |  |                    | 172 |      |  |     | 212           |                    |               | Total |   | $     | 29.13 |  |   | $     | 18.48 | 
|           | Gas (MMcf):  |               |       |  |                    |     |      |  |     |               | Gas ($/Mcf):       |               |       |   |       |       |  |   |      
|           |              | United States |       |  | 477                |     |      |  | 504 |               |                    | United States |       | $ | 5.77  |       |  | $ | 2.48  |      
|           |              | France        |       |  |                   |     |      |  |    |               |                    | France        |       |   |      |       |  |   |      |      
|           |              | Turkey        |       |  |                   |     |      |  |    |               |                    | Turkey        |       |   |      |       |  |   |      |      
|           |              |               |       |  |                    |     |      |  |     |               |                    |               |       |   |      
|           |              |               | Total |  |                    | 477 |      |  |     | 504           |                    |               | Total |   | $     | 5.77  |  |   | $     | 2.48  | 
|           | MBOE:        |               |       |  |                    |     |      |  |     |               | $/BOE:             |               |       |   |       |       |  |   |      
|           |              | United States |       |  | 126                |     |      |  | 157 |               |                    | United States |       | $ | 33.43 |       |  | $ | 16.71 |      
|           |              | France        |       |  | 95                 |     |      |  | 110 |               |                    | France        |       |   | 29.97 |       |  |   | 18.38 |      
|           |              | Turkey        |       |  | 31                 |     |      |  | 29  |               |                    | Turkey        |       |   | 23.14 |       |  |   | 17.93 |      
|           |              |               |       |  |                    |     |      |  |     |               |                    |               |       |   |      
|           |              |               | Total |  |                    | 252 |      |  |     | 296           |                    |               | Total |   | $     | 30.99 |  |   | $     | 17.99 | 

REVENUES

Oil and gas sales.Oil and gas sales increased by $2.3 million from first
quarter 2002 to first quarter 2003, or 43%, due to increased oil and gas
prices. For the first quarter 2003 sales were $7.6 million versus $5.3 million
in the first quarter 2002. The average prices received for oil and gas were
$29.13 and $18.48 for oil and $5.77 and $2.48 for gas during the first quarter
of 2003 and 2002, respectively.

Gain (loss) on commodity derivatives.We utilize commodity derivative
instruments as part of our risk management program. These transactions are
generally structured as either swaps or collar contracts. A swap can be
described as having the effect of an outright sale at a specific price. A
collar has the effect of creating a sale only if a floor or ceiling price is
exceeded. These instruments (i) reduce the effect of the price fluctuations of
the commodities we produce and sell; (ii) support our annual capital budgeting
and expenditure plans; (iii) protect the amounts required for servicing
outstanding debt; and (iv) maximize the

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funds available under our existing
credit facilities. The trading party that represents the other side of
each of these transactions is known as a counterparty. The counterparty of
our United States transactions is Coral Energy Holdings, L.P., an affiliate of
Royal Dutch/Shell. The counterparty of our French transactions is Barclays
Capital. During the first quarter of 2003, we had an unrealized loss of
approximately $335,000 related to our hedging activity, coupled with realized
losses of approximately $1,007,000. During the first quarter of 2002, we had an
unrealized loss of $2,300,000 and a realized gain of $150,000. As noted above,
we have structured our commodity derivatives to reduce the effect of price
fluctuations of the commodities we produce and sell. As a result, those
derivatives decline in value as the underlying commodity prices rise. Any
losses incurred on derivatives are offset by higher oil and gas sales revenues
due to increases in underlying commodity prices. See Note 5 in the Notes to
Consolidated Financial Statements included in this filing for more details.

Lease bonuses and rentals.Lease bonuses and rentals decreased $155,000 or 57%,
from $270,000 in first quarter 2002 to $115,000 in first quarter 2003 due to a
decrease in leasing activity on the minerals we own in Mississippi.

EXPENSES

Lease operating.Lease operating expenses decreased 3%, due to the reduction of
domestic working interest properties as compared with 2002. Lower lease
operating expenses were offset by an increase in U.S. production taxes, a
result of the rise in oil and gas sales prices discussed above.

Exploration and acquisition.Exploration and acquisition expense increased from
$91,000 to $152,000, or 67%, due to increased evaluation activity on our
prospects.

Depletion, depreciation and amortization. DD&A decreased $226,000, or 15%, due
primarily to a decline in US production as a result of the reduction in working
interest properties domestically.

General and administrative. General and administrative expenses decreased
$363,000 or 20%, during the first quarter 2003 as compared to the first quarter
2002. Reductions in payroll contributed to a $255,000 savings. In addition, a
large portion of the G&A costs in the first quarter of 2002 were attributable
to the Madison acquisition. Management considers the further reduction of G&A
costs to be a high priority objective.

OTHER INCOME AND EXPENSE

Other income and expense resulted in a net charge to expenses of $339,000
during the first quarter of 2003 versus $586,000 during the first quarter of
2002. Net expense decreased $248,000, or 42%, primarily due to a gain on
property sales in 2003 versus a loss in the same period for 2002. We recorded a
gain of $96,000 on property sales closed in the first quarter of 2003, compared
with a loss on sales of properties of $248,000 in the first quarter of 2002.
The remainder of the decrease was a result of our investment in EnergyNet.com.
For the first quarter 2003 equity in the gains of unconsolidated investments
was $33,000 versus a loss of $32,000 for the same period 2002. Interest expense
increased slightly in the first quarter 2003 as compared to 2002 as a result of
higher interest rates on the Texas Facility.

NET INCOME (LOSS) AVAILABLE TO COMMON SHARES

In the first quarter of 2003, we reported net income before taxes of
$1,294,000, compared with a net loss before taxes of $2,456,000 for the same
period in 2002. First quarter 2003 income applicable to common

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shares was $704,000 versus a loss applicable to common shares in the first quarter of
2002 of $1,946,000 as a result of higher oil and gas prices and a reduction in general
and administrative expense. Also, we recorded a gain on properties sold in the
first quarter 2003 versus a loss on 2002 sales for the same period.

OTHER COMPREHENSIVE INCOME

This item should be read in conjunction with Note 2 in the Notes to
Consolidated Financial Statements included in this filing.

The most significant element of comprehensive income, other than net income
(loss), is foreign currency translation. The function currency of our
operations in France is the Euro, and in Turkey the functional currency is the
Turkish Lira. The exchange rates used to translate the financial position of
those operations at March 31, 2003, were approximately US$ 1.08 per Euro and
US$ 0.59 per million Turkish Lira. The Euro rate at December 31, 2002, was US$
1.048 per Euro and US$ 0.62 per million Turkish Lira. These fluctuations caused
an unrealized gain of $1,081,000 for the first quarter of 2003 versus a gain of
$1,411,000 for the same period 2002.




ITEM 3  QUANTITATIVE AND QUALITATIVE DISCLOSURE ABOUT MARKET RISK

Other than the decline in the fair value of our commodity derivatives discussed
in Item 2  Managements Discussion and Analysis of Financial Condition and
Results of Operations, there have been no material changes from the information
provided in Item 7A of our Annual Report on Form 10-K for the year ended
December 31, 2002.




ITEM 4  CONTROLS AND PROCEDURES

(a)  Evaluation of Disclosure Controls and Procedures. The term disclosure
controls and procedures is defined in Rule 13a-14(c) of the Securities
Exchange Act of 1934, as amended (the Exchange Act). This term refers to the
controls and procedures of a company that are designed to ensure that
information required to be disclosed by a company in the reports that it files
under the Exchange Act is recorded, processed, summarized, and reported within
required time periods. Our Chief Executive Officer and our Chief Financial
Officer have evaluated the effectiveness of our disclosure controls and
procedures as of a date within 90 days before the filing of this quarterly
report, and they have concluded that as of that date, our disclosure controls
and procedures were effective at ensuring that required information will be
disclosed on a timely basis in our reports filed under the Exchange Act.

(b)  Evaluation of Changes in Internal Controls. There were no significant
changes to our internal controls or in other factors that could significantly
affect our internal controls subsequent to the date of their evaluation by our
Chief Executive Officer and our Chief Financial Officer, including any
corrective actions with regard to significant deficiencies and material
weaknesses.

18



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##### Table of Contents






PART II. OTHER INFORMATION




ITEM 1  LEGAL PROCEEDINGS

Other than the adverse appellate court ruling in the Turkish Registered Capital
proceeding and modification of payment terms of the Karak Petroleum settlement
agreement discussed in Note 7 in the Notes to Consolidated Financial Statements
included in this filing, there have been no material changes to the information
reported under Item 3  Legal Proceedings of our Annual Report on Form 10-K for
the year ended December 31, 2002.

From time to time, we are named as a defendant in other legal proceedings
arising in the normal course of business. In our opinion, the final judgment,
or settlement, if any, which may be awarded with any other suits or claims
would not have a material adverse effect on our financial position.




ITEM 2  CHANGES IN SECURITIES AND USE OF PROCEEDS

Since January 1, 2003, pursuant to Regulation D promulgated under the
Securities Act of 1933, as amended, we have issued the following equity
securities that were not registered under the Securities Act of 1933, as
amended.

Pursuant to the December 31, 2002 waiver agreement with Barclays, on January
15, 2003, we issued to Barclays warrants exercisable into 350,000 shares of our
common stock at an exercise price of $5.00 per share. Pursuant to the March
25, 2003 waiver agreement with Barclays, on March 25, 2003, we cancelled the
warrants issued on January 15, 2003 and issued Barclays warrants currently
exercisable into 400,000 shares of our common stock at an exercise price of
$3.50 per share. These warrants have expiration dates ranging from January 15,
2006 until March 14, 2008.

Pursuant to the March 25, 2003 waiver agreement with Barclays, on April 14,
2003, we issued Barclays a warrant exercisable after October 13, 2003 into
100,000 shares of our common stock at an exercise price of $3.52 per share.
This warrant expires on April 7, 2008.

Under the terms of the Warrant Buyback Letter dated May 19, 2003, Toreador will
be required to buy the 500,000 outstanding warrants from Barclays for the sum
of $100,000. The buyback is predicated on the final settlement of all
obligations relating to the Barclays Facility.




ITEM 3  DEFAULTS UPON SENIOR SECURITIES  None.




ITEM 4  SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS  None.




ITEM 5  OTHER INFORMATION  None.




ITEM 6  EXHIBITS AND REPORTS ON FORM 8-K



| | (a) |  | The following exhibits are included herein:
| | --- |  | -------------------------------------------

|    |  |   |  |                                                                                                                                                                                                                                                                                   
|--- |  | - |  | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|3.1 |  | - |  | Amended and Restated Certificate of
Incorporation, of Toreador Resources Corporation
(previously filed as Exhibit 3.1 to Toreador Resources
Corporation Quarterly Report on Form 10-Q for the
quarter ended June 30, 2002, File No. 0-2517, and
incorporated herein by reference).

19



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##### Table of Contents



|     |  |   |  |                                                                                                                                                                                                                                                                                                                                                                                               
|---- |  | - |  | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|3.2  |  | - |  | Second Amended and Restated Bylaws of Toreador
Resources Corporation (previously filed as Exhibit 3.2 to
Toreador Resources Corporation Quarterly Report on Form 10-Q
for the quarter ended June 30, 2002, File No. 0-2517, and
incorporated herein by reference).                                                                                                                            
|3.3  |  | - |  | Certificate of Designation of Series A-1
Convertible Preferred Stock of Toreador Resources Corporation,
dated October 30, 2002 (previously filed as Exhibit 3.1 to
Toreador Resources Corporation Quarterly Report on Form 10-Q
for the quarter ended September 30, 2002, File No. 0-2517, and
incorporated herein by reference).                                                             
|4.1  |  | - |  | Registration Rights Agreement, effective
December 16, 1998, among Toreador Royalty Corporation and
persons party thereto (previously filed as Exhibit 10.2 to
Toreador Royalty Corporation Current Report on Form 8-K filed
with the Securities and Exchange Commission on December 31,
1998, File No. 0-2517, and incorporated herein by reference).                                         
|4.2  |  | - |  | Settlement Agreement dated June 25, 1998, among
the Gralee Persons, the Dane Falb Persons and Toreador Royalty
Corporation (previously filed as Exhibit 10.1 to Toreador
Royalty Corporation Current Report on Form 8-K filed with the
Securities and Exchange Commission on July 1, 1998, File No.
0-2517, and incorporated herein by reference).                                            
|4.3  |  | - |  | Registration Rights Agreement, effective July
31, 2000, among Toreador Royalty Corporation and persons party
thereto (previously filed as Exhibit 4.5 to Toreador Resources
Corporation Registration Statement on Form S-3, No. 333-52522
filed with the Securities and Exchange Commission on December
22, 2000, and incorporated herein by reference).                                      
|4.4  |  | - |  | Registration Rights Agreement, effective
September 11, 2000, among Toreador Resources Corporation and
Earl E. Rossman, Jr., Representative of the Holders
(previously filed as Exhibit 4.6 to Toreador Resources
Corporation Registration Statement on Form S-3, No. 333-52522,
filed with the Securities and Exchange Commission on December
22, 2000, and incorporated herein by reference).
|4.5  |  | - |  | Registration Rights Agreement,
effective November 1, 2002, among Toreador Resources
Corporation and persons party thereto (previously filed as
Exhibit 4.5 to Toreador Resources Corporation Annual Report on
Form 10-K for the year ended December 31, 2002, File No.
0-2517, and incorporated herein by reference).                                                                         
|4.6* |  | - |  | Registration Rights Agreement dated March 25,
2003, between Toreador Resources Corporation and Barclays Bank
PLC.                                                                                                                                                                                                                                                                             

20



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##### Table of Contents



|      |  |   |  |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
|----- |  | - |  | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|10.1  |  | - |  | Waiver Letter between Madison
Energy France S.C.S. (formerly Madison/Chart Energy
S.C.S.), Madison Oil Company Europe, Madison Oil France
S.A., Madison Oil Company, Madison Petroleum Inc.,
Madison (Turkey) Inc., Madison Oil Turkey Inc. and
Toreador Resources Corporation and Barclays Bank PLC
dated March 25, 2003 (previously filed as Exhibit 10.29
to Toreador Resources Corporation Annual Report on Form
10-K for the year ended December 31, 2002, File No.
0-2517, and incorporated herein by reference).
|10.2  |  | - |  | Warrant Letter between Toreador
Resources Corporation and Barclays Capital dated March
25, 2003 (previously filed as Exhibit 10.30 to Toreador
Resources Corporation Annual Report on Form 10-K for the
year ended December 31, 2002, File No. 0-2517, and
incorporated herein by reference).                                                                                                                                                                                                                          
|10.3  |  | - |  | Amendment to Settlement Agreement
dated as of February 3, 2003, between Tullow Pakistan
(Developments) Limited and Toreador Resources
Corporation (previously filed as Exhibit 10.31 to
Toreador Resources Corporation Annual Report on Form
10-K for the year ended December 31, 2002, File No.
0-2517, and incorporated herein by reference).                                                                                                                                                                        
|10.4  |  | - |  | Waiver Letter between Madison
Energy France S.C.S. (formerly Madison/Chart Energy
S.C.S.), Madison Oil Company Europe, Madison Oil France
S.A., Madison Oil Company, Madison Petroleum Inc.,
Madison (Turkey) Inc., Madison Oil Turkey Inc. and
Toreador Resources Corporation and Barclays Bank PLC
dated April 11, 2003 (previously filed as Exhibit 10.32
to Toreador Resources Corporation Annual Report on Form
10-K for the year ended December 31, 2002, File No.
0-2517, and incorporated herein by reference).
|10.5* |  | - |  | Warrant No. 018 dated March 25, 2003, issued
by Toreador Resources Corporation in favor of Barclays Bank
PLC.                                                                                                                                                                                                                                                                                                                                                                                                          
|10.6* |  | - |  | Warrant No. 019 dated March 25, 2003, issued
by Toreador Resources Corporation in favor of Barclays Bank
PLC.                                                                                                                                                                                                                                                                                                                                                                                                          
|10.7* |  | - |  | Warrant No. 020 dated March 25, 2003, issued
by Toreador Resources Corporation in favor of Barclays Bank
PLC.                                                                                                                                                                                                                                                                                                                                                                                                          
|10.8* |  | - |  | Warrant No. 021 dated March 25, 2003, issued
by Toreador Resources Corporation in favor of Barclays Bank
PLC.                                                                                                                                                                                                                                                                                                                                                                                                          
|10.9* |  | - |  | Warrant No. 022 dated March 25, 2003, issued
by Toreador Resources Corporation in favor of Barclays Bank
PLC.                                                                                                                                                                                                                                                                                                                                                                                                          

21



---



##### Table of Contents



|       |  |   |  |                                                                                                                                                   
|------ |  | - |  | --------------------------------------------------------------------------------------------------------------------------------------------------
|10.10* |  | - |  | Warrant No. 023 dated March 25, 2003, issued by Toreador
Resources Corporation in favor of Barclays Bank PLC.                                     
|10.11* |  | - |  | Warrant No. 024 dated March 25, 2003, issued by Toreador
Resources Corporation in favor of Barclays Bank PLC.                                     
|10.12* |  | - |  | Warrant No. 025 dated April 14, 2003, issued by
Toreador Resources Corporation in favor of Barclays Bank
PLC.                                     
|99.1*  |  | - |  | Certification of Chief Executive Officer
pursuant to 18 U.S.C. Section 1350, as adopted pursuant to
Section 906 of the Sarbanes-Oxley Act of 2002.
|99.2*  |  | - |  | Certification of Chief Financial Officer
pursuant to 18 U.S.C. Section 1350, as adopted pursuant to
Section 906 of the Sarbanes-Oxley Act of 2002.



| | (b) |  | Reports on Form 8-K:
| | --- |  | --------------------
|
| |     |  | None.               

22



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##### Table of Contents






SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.

|             |  |                                                                                      
|------------ |  | -------------------------------------------------------------------------------------
|             |  | TOREADOR RESOURCES CORPORATION,
Registrant                                           
|            
|May 21, 2003 |  | /s/ G. Thomas Graves III
G. Thomas Graves III
President and Chief Executive Officer  
|            
|May 21, 2003 |  | /s/ Douglas W. Weir
Douglas W. Weir
Senior Vice President and Chief Financial Officer

23



---



##### Table of Contents



CERTIFICATION PURSUANT TO
18 U.S.C. SECTION 1350,
AS ADOPTED PURSUANT TO
SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002

I, G. Thomas Graves III, President and Chief Executive Officer of Toreador
Resources Corporation certify that:



|(1) |  | I have reviewed this quarterly report on Form 10-Q of Toreador Resources
Corporation;                                                                                                                                                                                                                                         
|--- |  | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|   
|(2) |  | Based on my knowledge, this quarterly report does not contain any untrue
statement of a material fact or omit to state a material fact necessary to
make the statements made, in light of the circumstances under which such
statements were made, not misleading with respect to the period covered by
this quarterly report;
|   
|(3) |  | Based on my knowledge, the financial statements, and other financial
information included in this quarterly report, fairly present in all
material respects the financial condition, results of operation and cash
flows of the registrant as of, and for, the periods represented in this
quarterly report;                  
|   
|(4) |  | The registrants other certifying officers and I are responsible for
establishing and maintaining disclosure controls and procedures (as
defined in Exchange Act Rules 13a-14 and 15d-14) for the registrant and we
have:                                                                                                     



| | (a) |  | designed such disclosure controls and procedures to ensure
that material information relating to the registrant, including its
consolidated subsidiaries, is made known to us by others within
those entities, particularly during the period in which this
quarterly report is being prepared;
| | --- |  | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|
| | (b) |  | evaluated the effectiveness of the registrants disclosure
controls and procedures as of a date within 90 days prior to the
filing date of this quarterly report (the Evaluation Date); and                                                                                                  
|
| | (c) |  | presented in this quarterly report our conclusions about the
effectiveness of the disclosure controls and procedures based on our
evaluation as of the Evaluation Date;                                                                                                                        



|(5) |  | The registrants other certifying officers and I have disclosed, based on
our most recent evaluation, to the registrants auditors and the audit
committee of the registrants board of directors (or persons performing
the equivalent function):
|--- |  | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



| | (a) |  | all significant deficiencies in the design or operation of
internal controls which could adversely affect the registrants
ability to record, process, summarize and report financial data and
have identified for the registrants auditors any material
weaknesses in internal controls; and
| | --- |  | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|
| | (b) |  | any fraud, whether or not material, that involves management
or other employees who have a significant role in the registrants
internal controls; and                                                                                                                                        



|(6) |  | The registrants other certifying officers and I have indicated in this
quarterly report whether or not there were significant changes in internal
controls or in other factors that could significantly affect internal
controls subsequent to the date of our most recent evaluation, including
any corrective actions with regard to significant deficiencies and
material weaknesses.
|--- |  | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

| |  |                                                                                                                  
| |  | -----------------------------------------------------------------------------------------------------------------
| |  | Date: May 21, 2003                                                                                               
|
| |  |                                                                                                                  
|
| |  | /s/ G. Thomas Graves III
G. Thomas Graves III
President and Chief Executive Officer
(Principal Executive Officer)

24



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##### Table of Contents



CERTIFICATION PURSUANT TO
18 U.S.C. SECTION 1350,
AS ADOPTED PURSUANT TO
SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002

I, Douglas W. Weir, Senior Vice President and Chief Financial Officer of
Toreador Resources Corporation certify that:



|(1) |  | I have reviewed this quarterly report on Form 10-Q of Toreador Resources
Corporation;                                                                                                                                                                                                                                         
|--- |  | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|   
|(2) |  | Based on my knowledge, this quarterly report does not contain any untrue
statement of a material fact or omit to state a material fact necessary to
make the statements made, in light of the circumstances under which such
statements were made, not misleading with respect to the period covered by
this quarterly report;
|   
|(3) |  | Based on my knowledge, the financial statements, and other financial
information included in this quarterly report, fairly present in all
material respects the financial condition, results of operation and cash
flows of the registrant as of, and for, the periods represented in this
quarterly report;                  
|   
|(4) |  | The registrants other certifying officers and I are responsible for
establishing and maintaining disclosure controls and procedures (as
defined in Exchange Act Rules 13a-14 and 15d-14) for the registrant and we
have:                                                                                                     



| | (a) |  | designed such disclosure controls and procedures to ensure
that material information relating to the registrant, including its
consolidated subsidiaries, is made known to us by others within
those entities, particularly during the period in which this
quarterly report is being prepared;
| | --- |  | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|
| | (b) |  | evaluated the effectiveness of the registrants disclosure
controls and procedures as of a date within 90 days prior to the
filing date of this quarterly report (the Evaluation Date); and                                                                                                  
|
| | (c) |  | presented in this quarterly report our conclusions about the
effectiveness of the disclosure controls and procedures based on our
evaluation as of the Evaluation Date;                                                                                                                        



|(5) |  | The registrants other certifying officers and I have disclosed, based on
our most recent evaluation, to the registrants auditors and the audit
committee of the registrants board of directors (or persons performing
the equivalent function):
|--- |  | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



| | (a) |  | all significant deficiencies in the design or operation of
internal controls which could adversely affect the registrants
ability to record, process, summarize and report financial data and
have identified for the registrants auditors any material
weaknesses in internal controls; and
| | --- |  | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|
| | (b) |  | any fraud, whether or not material, that involves management
or other employees who have a significant role in the registrants
internal controls; and                                                                                                                                        



|(6) |  | The registrants other certifying officers and I have indicated in this
quarterly report whether or not there were significant changes in internal
controls or in other factors that could significantly affect internal
controls subsequent to the date of our most recent evaluation, including
any corrective actions with regard to significant deficiencies and
material weaknesses.
|--- |  | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

| |  |                                                                                                                    
| |  | -------------------------------------------------------------------------------------------------------------------
| |  | Date: May 21, 2003                                                                                                 
|
| |  |                                                                                                                    
|
| |  | /s/ Douglas W. Weir
Douglas W. Weir
Senior Vice President and
Chief Financial Officer
(Principal Financial Officer)

25



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##### Table of Contents






EXHIBITS INDEX

|               |             |   |  |                                                                                                                                                                                                                                                                                                                                                                                               
|-------------- | ----------- | - |  | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|Exhibit Number | Description
|               |            
|3.1            |             | - |  | Amended and Restated Certificate of Incorporation
Toreador Resources Corporation (previously filed as
Exhibit 3.2 to Toreador Resources Corporation
Quarterly Report on Form 10-Q for the quarter ended
June 30, 2002, File No. 0-2517, and incorporated
herein by reference).                                                                                                                
|3.2            |             | - |  | Second Amended and Restated Bylaws of Toreador
Resources Corporation, (previously filed as Exhibit
3.2 to Toreador Resources Corporation Quarterly
Report on Form 10-Q for the quarter ended June 30,
2002, File No. 0-2517, and incorporated herein by
reference).                                                                                                                           
|3.3            |             | - |  | Certificate of Designation of Series A-1 Convertible
Preferred Stock of Toreador Resources Corporation, dated October 30,
2002 (previously filed as Exhibit 3.1 to Toreador Resources
Corporation Quarterly Report on Form 10-Q for the quarter ended
September 30, 2002, File No.0-2517, and incorporated herein by
reference).                                                              
|4.1            |             | - |  | Registration Rights Agreement, effective December 16, 1998,
among Toreador Royalty Corporation, and persons party thereto
(previously filed as Exhibit 10.2 to Toreador Royalty Corporation
Current Report on Form 8-K filed with the Securities and Exchange
Commission on December 31, 1998, File No. 0-2517, incorporated
herein by reference).                                            
|4.2            |             | - |  | Settlement Agreement
dated June 25, 1998, among the Gralee Persons, the Dane Falb
Persons and Toreador Royalty Corporation (previously filed as
Exhibit 10.1 to Toreador Royalty Corporation Current Report on Form
8-K filed with the Securities and Exchange Commission on July 1,
1998, File No. 0-2517, and incorporated herein by reference).                                            
|4.3            |             | - |  | Registration Rights Agreement, effective July 31, 2000,
among Toreador Royalty Corporation and persons party thereto
(previously filed as Exhibit 4.5 to Toreador Resources Corporation
Registration Statement on Form S-3, No. 333-52522 filed with the
Securities and Exchange Commission on December 22, 2000, and
incorporated herein by reference).                                      
|4.4            |             | - |  | Registration Rights Agreement, effective September 11,
2000, among Toreador Resources Corporation and Earl E. Rossman, Jr.,
Representative of the Holders (previously filed as Exhibit 4.6 to
Toreador Resources Corporation Registration Statement on Form S-3,
No. 333-52522, filed with the Securities and Exchange Commission on
December 22, 2000, and incorporated herein by reference).
|4.5            |             | - |  | Registration Rights Agreement, effective November 1, 2002,
among Toreador Resources Corporation and persons party thereto
(previously filed as Exhibit 4.5 to Toreador Resources Corporation
Annual Report on Form 10-K for the year ended December 31, 2002,
File No. 0-2517, and incorporated herein by reference).                                                                         

26



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##### Table of Contents



|               |             |   |  |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
|-------------- | ----------- | - |  | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|Exhibit Number | Description
|               |            
|4.6*           |             | - |  | Registration Rights Agreement dated March 25, 2003, between Toreador
Resources Corporation and Barclays Bank PLC.                                                                                                                                                                                                                                                                                                                                                                                                      
|10.1           |             | - |  | Waiver Letter between Madison Energy France S.C.S.
(formerly Madison/Chart Energy S.C.S.), Madison Oil Company Europe,
Madison Oil France S.A., Madison Oil Company, Madison Petroleum
Inc., Madison (Turkey) Inc., Madison Oil Turkey Inc. and Toreador
Resources Corporation and Barclays Bank PLC dated March 25, 2003
(previously filed as Exhibit 10.29 to Toreador Resources Corporation
Annual Report on Form 10-K for the year ended December 31, 2002,
File No. 0-2517, and incorporated herein by reference).
|10.2           |             | - |  | Warrant Letter between Toreador Resources Corporation and
Barclays Capital dated March 25, 2003 (previously filed as Exhibit
10.30 to Toreador Resources Corporation Annual Report on Form 10-K
for the year ended December 31, 2002, File No. 0-2517, and
incorporated herein by reference).                                                                                                                                                                                                                          
|10.3           |             | - |  | Amendment to Settlement Agreement dated as of February 3,
2003, between Tullow Pakistan (Developments) Limited and Toreador
Resources Corporation (previously filed as Exhibit 10.31 to Toreador
Resources Corporation Annual Report on Form 10-K for the year ended
December 31, 2002, File No. 0-2517, and incorporated herein by
reference).                                                                                                                                                                        
|10.4           |             | - |  | Waiver Letter between Madison Energy France S.C.S.
(formerly Madison/Chart Energy S.C.S.), Madison Oil Company Europe,
Madison Oil France S.A., Madison Oil Company, Madison Petroleum
Inc., Madison (Turkey) Inc., Madison Oil Turkey Inc. and Toreador
Resources Corporation and Barclays Bank PLC dated April 11, 2003
(previously filed as Exhibit 10.32 to Toreador Resources Corporation
Annual Report on Form 10-K for the year ended December 31, 2002,
File No. 0-2517, and incorporated herein by reference).
|10.5*          |             | - |  | Warrant No. 018 dated March 25, 2003, issued by Toreador
Resources Corporation in favor of Barclays Bank PLC.                                                                                                                                                                                                                                                                                                                                                                                                          
|10.6*          |             | - |  | Warrant No. 019 dated March 25, 2003, issued by Toreador
Resources Corporation in favor of Barclays Bank PLC.                                                                                                                                                                                                                                                                                                                                                                                                          
|10.7*          |             | - |  | Warrant No. 020 dated March 25, 2003, issued by Toreador
Resources Corporation in favor of Barclays Bank PLC.                                                                                                                                                                                                                                                                                                                                                                                                          
|10.8*          |             | - |  | Warrant No. 021 dated March 25, 2003, issued by Toreador
Resources Corporation in favor of Barclays Bank PLC.                                                                                                                                                                                                                                                                                                                                                                                                          
|10.9*          |             | - |  | Warrant No. 022 dated March 25, 2003, issued by Toreador
Resources Corporation in favor of Barclays Bank PLC.                                                                                                                                                                                                                                                                                                                                                                                                          
|10.10*         |             | - |  | Warrant No. 023 dated March 25, 2003, issued by Toreador
Resources Corporation in favor of Barclays Bank PLC.                                                                                                                                                                                                                                                                                                                                                                                                          
|10.11*         |             | - |  | Warrant No. 024 dated March 25, 2003, issued by Toreador
Resources Corporation in favor of Barclays Bank PLC.                                                                                                                                                                                                                                                                                                                                                                                                          

27



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##### Table of Contents



|               |             |   |  |                                                                                                                                                   
|-------------- | ----------- | - |  | --------------------------------------------------------------------------------------------------------------------------------------------------
|Exhibit Number | Description
|               |            
|10.12*         |             | - |  | Warrant No. 025 dated April 14, 2003, issued by Toreador
Resources Corporation in favor of Barclays Bank PLC.                                     
|99.1*          |             | - |  | Certification of Chief Executive Officer pursuant to 18
U.S.C. Section 1350, as adopted pursuant to Section 906 of the
Sarbanes-Oxley Act of 2002.
|99.2*          |             | - |  | Certification of Chief Financial Officer pursuant to 18
U.S.C. Section 1350, as adopted pursuant to Section 906 of the
Sarbanes-Oxley Act of 2002.



---

|* |  | Filed herewith.
|- |  | ---------------

28